


Adventurous Hypnosis

by HeroFizzer



Category: RWBY
Genre: F/M, Hypnosis, Multi, Threesome, noncon
Language: English
Status: Completed
Published: 2018-06-03
Updated: 2018-06-20
Packaged: 2019-05-17 16:01:24
Rating: Mature
Warnings: Rape/Non-Con
Chapters: 3
Words: 15,191
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/14835425
Author URL: https://archiveofourown.org/users/HeroFizzer/pseuds/HeroFizzer
Summary: After finding themselves late for class, Yang and Weiss stay after Port's lesson lets out. What they discover in having the class to themselves is that Professor Port does in fact have a Semblance, one that he uses without realization. Of course, once he realizes that he needs more of it, he realizes he must conquer the other students of the academy in the same manner.





	1. Chapter 1

Beacon Academy, home to the bravest warriors in all the kingom, where the young students are being taught to prepare for the brightest of futures. It's a shame, then, that they can't be prepared to deal with a broken alarm clock...

 

“YOU were the one in charge of setting the time, not me!”

 

“Weiss, shut up and keep running, there's still enough time to make it to class!”

 

Weiss and Yang, two girls that make up one half of the team RWBY along with Blake and Yang's sister, Ruby. For the last several weeks they had been taking their classes with the other half of the group, but oddly enough Ruby and Blake had already left their dorm for class, while Yang and Weiss were scrambling out of bed once they had realized just how late they had slept in.

 

“Well excuse me for pointing out how this isn't my fault!” shouted Weiss as they gasped in the air while running to their class. “I can't even believe your sister, our LEADER I might add, didn't think to wake us up!”

 

“Yeah, leave it to Ruby to wake up before the sun even rises...” Yang mumbled. “Either way we can at least get in the class before the bell rings to let everyone out for some partial credit!”

 

And there it was, just at the end of the hallway, the door that lead to Dr. Port's classroom, where the professor taught the young students of Beacon about fighting and fending off beasts in combat. Yang and Weiss looked dreamy-eyed at the door, Yang ahead of her teammate as they both rushed to the classroom. Yang reached her hand out, aiming for the doorknob to open the door...

 

“BRIIIIIIIIING!”

 

“What the-” Before Yang could grab the knob, the bell to signal the end of the period rang, causing her to stop before opening the door. Weiss, not realizing Yang came to a screeching halt, bumped into her blonde teammate, both of them hitting the door. “Owwwww, Weiss...”

 

“What, I didn't see you stop!” Weiss complained. “Besides I heard the bell the same time you did, I couldn't stop myself in-”

 

Just before Weiss could finish her sentence the door opened up in their faces, the students from inside the classroom already piling out while Yang and her teammate froze up from the pain the door had provided them. Both members of RWBY whined in pain, rubbing their heads as the other half of the team came out and spotted them. “Heeey, guys!” Ruby said cheerfully. “Um, you're kind of late for class...”

 

“We noticed.” Weiss grumbled, staring deathly at her team leader. “Thanks for not dragging us out of bed this morning. The alarm didn't go off so Yang and I ended up sleeping in!”

 

“At least you two got some extra sleep, right...?” asked Ruby, giving a nervous laugh to the very angry Weiss. “Look, I'm sorry, Blake and I were looking to do some early training since she and I don't usually pair up too much.”

 

“It was my suggestion,” Blake said, nodding as she gave a vacant stare to the rest of the team (though her tone was apologetic). “So I apologize neither of us were around to get you. We figured the alarm would have sounded.”

 

“Well. Guess what.” Weiss snarled, her eye twitching at Blake. “It didn't.”

 

“In any case...” Ruby interrupted, pushing Weiss away from Blake, “You really didn't miss much. It was just Dr. Port going off on one of his wacky little stories, nothing that you couldn't ask him about.”

 

“Oh come on, sis...” Yang groaned, “there wasn't anything important we might have heard him say before?”

 

Weiss nodded. “And even then, missing ONE class at Beacon could hurt our records as hunters in the future! This isn't COLLEGE, Ruby, we aren't given a pass on one or two days before our grades start dropping, we NEED to be-”

 

“Okay, chill, she gets it.” Yang interrupts, slapping her hand on Weiss's shoulder. “We'll just go talk to Port and see if he can give us an abridged version of the lecture.” Nodding goodbye to her sister, Yang heads into the classroom, bringing Weiss by her shoulder with her as well. As they close the door behind them, the other half of RWBY exchange glances with one another.

 

“You know, we could have just given them our notes...” Blake notes.

 

“Well, maybe not mine...” Ruby chuckled, rubbing the back of her head as she handed her notes to Blake. “They're mostly just doodles I made while Port went off topic.”

 

As Blake glances over the silly drawings Ruby had made, she looks at her team leader and asks, “Remind me again how you manage to kick butt the way you do?”  
**  
Yang and Weiss headed down the stares of the classroom, walking over to the older Dr. Peter Port as he was writing down the notes for his next class, which wouldn't be for another few hours. Hearing their footsteps clicking onto the floor, Port turns around and gives the students a smile...well, his mustache hid it all too well, but a smile was there. “Ah, well hello there girls!” Port greeted them cheerfully, his hands behind his back. “It seems you missed out on class just a few moments ago. I hope it was a serious emergency that kept you from showing up.”

 

“Unfortunately, no, sir.” Yang replied, shaking her head. “Just...an alarm clock issue, that's all.”

 

“Ah, I see.” Port replied, nodding his head as he stroked his chin. “Well, I suppose that will happen, however your teammates were here, so I don't know how tight that excuse can really be. And of course, that was your first missed class of the semester. I'm not quite certain what we should do here...”

 

“Mister Port?” Weiss spoke up. “Your next class isn't for a while, maybe we can just take a moment and learn what the lesson was?”

 

Port hummed to himself, looking over the two students. With a shrug, he responds, “I suppose it can't hurt me. I don't really have much else to do to waste time until the next class begins.”

 

Yang and Weiss looked at one another, pleased and relieved. Hopefully this still wouldn't count against their lateness as they would still learn a lesson. Taking a seat in the front row of the classroom, they both kept their attention on Port as he went on about the lesson he had intended to teach. But as Ruby had said before, and just as they had expected, the professor went off the rails of his lesson, instead going on about his own lifetime adventures of hunting Grimm. 

 

“And so there I was, on the outskirts of Mountain Glenn with the largest Beowolf man had never laid eyes on!” he continued his story. “The teeth were the sharpest that I had ever seen in my life, and I would swear the red in his eyes was bleeding down it's fur. Actual bleeding! It's a wonder they stayed red throughout the fight. Anyway, I cracked my knuckles at the beast, and...”

 

“This is getting boring...” Weiss groaned, her head hitting the top of the desk. “We should've just left it alone and let that be that.”

 

“Stop complaining,” Yang hissed, “I can't hear him over your bickering. Besides, we're at least getting somewhere with learning, aren't we?”

 

“Yeah but this? The tall tales? What am I getting out of this, the idea that Grimms like that don't exist anymore because of him? And he really wants me to believe that fight is why Mountain Glenn is in the shape it is?!”

 

Yang can only shrug. “I don't know, maybe Port just has some kind of crazy Semblance that helps him in battle.”

 

Her response only causes Weiss to roll her eyes at her teammate. “And what kind of Semblance would a guy with a potbelly like him have? It can't be that...good...” Weiss found herself pausing, her eyes staring at Professor Port as he rubs his fingers down his mustache in a way that finds the white-haired girl feel pulled into the teacher, as if she had somehow fallen for the older man.

 

“Weiss? Hey, earth to Weiss.” Yang waved her hand in front of Weiss, but the blonde looked at her eyes to see the irises were glazed over, as if her teammate's mind had gone off to some other planet. Snapping her fingers in front of Weiss, she commands, “C'mon, Weiss, get back here, you're weirding me out. God, what's gotten into...you?”

 

This time Yang had caught sight of Port playing with his mustache, pulling at it and letting it re-curl, his long hairs bouncing in such a way that it captivated her. Her eyes as well had become glazed over, her mind shifting into other thoughts that weren't about hunting Grimm or fighting evil, but rather how suddenly attractive they both found the portly professor to be.

 

“He has such a nice voice, doesn't he?” Weiss said with a sigh, getting all dreamy-eyed over the professor.

 

“His mustache is so...BIG...” Yang said in agreement, biting down on her finger as she suddenly began to admire their professor. “I wonder what else might be so huge on him...” The blonde giggles before she licks her lips, sitting up from her seat to meet with the professor. Weiss follows suit to meet with Port as well.

 

“And it was THEN that I had the Beowolf around the waist, ho HO!” Port said excitedly, wrapping his arms around the air as if grabbing a person from behind. He then makes the motion of lifting someone overhead, and exclaims, “Once that Grimm was in my clutches you best believe I hit a German suplex on the creature! HA HA, and that was enough to slay the beast! Granted the Beowolf crashing down on the city was not in my plans, but nevertheless...eh?” Port finally notices the girls approaching him from their seats, smiles on their faces as he notes a seductive strut in their step. It was a bit puzzling at first just what was going on to the professor.

 

“Oh, Professor Port...” Yang said, twirling her hair around her finger, “I had never noticed how your adventures could be such a turn on.”

 

“Tell us,” Weiss said, resting her head on the shocked professor's shoulder, “did this Beowolf have a big cock? Or did you overpower him in dick measuring, too?”

 

“Well I suppose the whole contest WAS a dick measuri-Wait a blasted moment!” shouted Port as he did a double take. “What in the name of Ivo Eggman is going on here?!”

 

“You tell us, professor.” Yang replied, rubbing her hand against the professor's groin. “Because I've just got an itch that needs scratching, but I can't quite get to it.”

 

“There's just something about you that makes you come off as so...attractive.” Weiss would press her lips into Port's neck, her tongue pressing into his skin. This made the professor's cheeks blush, his heart racing and his adventuring rod slowly rising. In all of this he finally realized what was going on.

 

“Dear me!” he shouted. “It seems that I activated my Semblance without realizing it! HA HA!”

 

“Semblance, hm?” asked Weiss, who began to unbutton his jacket. “Tell us more about it, professor. I'd love to hear about your powers...”

 

“Well, it's quite an odd one.” the professor began, rubbing his chin as he was almost ignorant of Yang unzipping his pants to pull out his cock. “You see ever until I grew out my mustache, an homage to some of the best adventurers in our history, I had no blazing idea what my Semblance was. In fact I worried that I didn't even hold an aura at all! But after I grew the mustache it made quite a difference in my life.”

 

“Keep going...” Yang said, on her knees as she stroked on Port's meat rod, licking her lips at the sight of it's massive size.

 

“Women were almost falling at my feet,” he continued, “almost the exact way that you are. It was a bit much to take at first, but then I realized that I had a power to hypnotize people to my will. Unfortunately I never quite figured out how to control it, but it activated any time I twirled my mustache. So I stopped until – MMPH!”

 

Port found himself interrupted by a kiss to his lips by Weiss, whose mouth was opened as she tried to snake her tongue inside the professor's shut mouth. The professor didn't want to give in to the temptation that his mustache forced onto these girls, but even he admitted that it HAD been some time...

 

While Yang played with the head of his shaft, her tongue swirling about to cover it in her salive, Port's hand slowly reached onto Weiss's backside, his hand gripping her ass cheek and making the young woman force out a happy little coo. “Oooh, professor...” Weiss giggled. “I didn't know you thought so well of my behind.”

 

“Yes, well, it is indeed a delightful backside, my dear.” admitted Port. “It reminds me of one sweetheart that I was tasked to protect back during the Great War. You see she was a delightful...WAH HO!”

 

Port almost jumped up as he felt Yang push her head into the professor's groin, his rod going all the way down her throat as she gargled on it. Her nose reached the base of the cock, taking deep breaths through her nostrils as she savored the salty flavor that his flesh provided.

 

“Goodness, young Yang, you gave me quite the fright.” Port admitted, the shock making him grab Weiss's butt tighter. “It almost reminds me of when I had to hunt a Nevermore in the dark alleys of Noireville. It was a dark, stormy night like any...Mmmmh...”

 

Again, Port had his story interrupted by a kiss from Weiss, this time accepting her tongue inside his mouth as they swapped saliva with one another. Port could hear the white haired girl moaning into his mouth, her tongue pushing against his in a loving bliss, even if that was a hypnotized bliss. The professor himself began to moan, feeling Yang's tongue pushing against the slit of his shaft while her teeth nibbled away at the skin. The yellow haired girl bobbed her head against the rod while her hands got to work on taking her panties off under her school uniform, dropping them down to her knees. Her fingers began to rub away at her vagina, which was slickened by her wet juices created by the arousal she was feeling from her professor's mustache.

 

Weiss, breaking away from the kiss, turned her back to Port and bent over, sticking her ass out for the professor to stare at. Flipping her skirt up, Weiss removed her panties effortlessly, allowing Peter to see her bare backside. “Go ahead, professor...” Weiss said with a smile, pointing to her asshole. “I want you to play with it.”

 

“It is...indeed a wonderful ass, my dear...” Port moaned, his hand reaching out for Weiss. Extending his hand out to meet with her bottom, Port inserted his two middle fingers inside the tiny entry point, making the white haired student wince from the insertion. Port repeatedly thrusted his fingers against her ass, his fingers going knuckle deep inside of Weiss, making her moan happily, her cheeks blushing.

 

“Mmm, finger my ass, you dirty old professor...” said Weiss. She looked back to watch his hand pushing against her, his fingers reaching deeply into her as they massaged her inner cavern. The rich white haired girl was extremely delighted to feel this way, having never had her anus penetrated like Port was doing to her before.

 

Briefly, Yang pulled the professor's cock out of her mouth, using her hand to stroke the rod while she massages the saliva she left on him into the skin. The blonde licked her lips in anticipation, her fingers still rubbing at her clit while her juices dripped onto the tiles they stood over. “Mmm, your cock is so delicious, Professor Port...” Yang said with a wicked grin.

 

“Well, I thank you for that, miss Xiao Long,” said the professor, his fingers still pounding away at Weiss's ass, “you know it's been some time since I've heard anyone compliment my wang doodle. If I can recall it was about twenty years back, and I had just...mmmph...”

 

Already Port had found himself swapping saliva again, this time coming from Yang, who had stood up to make out with the professor while her hand continued to stroke away at his shaft. He could feel her thumb pressing against the nub of the cock, pushing downwards while his precum leaked out of the slit. Even he had to admit he was highly aroused and caught up in the action that his mustache's hypnosis had put the two lovely ladies under. Soon Weiss pulled away from the professor's hand, her anus left open from his fingers, and she squatted down in front of Port to lick at his slit, licking up the clear liquid as it slowly escaped from his cock.

 

“Oooh, you're right, Yang, he IS delicious...” said Weiss, her hands stroking at his scrotum while her lips suckled away at his nub. She lapped the precum onto her tongue, sloshing it about in her mouth before swallowing it down her throat. “And so is the appetizer.”

 

“Hey, no fair, I didn't have any of it.” Yang complained, puffing her cheeks out at Weiss. “Oh hey, wait.” Reminding herself that she still had a bit on her thumb, the blonde haired student placed her thumb in her mouth, popping it out once her tongue had caught the precum. Letting it sit in her mouth for a bit, Yang would swallow and give it some thought. “Okay, sure, it's pretty good.”

 

“Well c'mon then silly. There's enough room down here to share.”

 

Yang heeded Weiss's words, kneeling down with her at Port's groin, their tongues on either side of his cock as they licked away at him. Port only moaned, his body heating up from so much attention to his meat rod. He was feeling anxious over the attention the two schoolgirls were giving him and his cock, mainly because it had been so long since he had any women at his feet, the hypnosis affect they were under, and that such interactions between teachers and students were obviously forbidden. Though at least Ozpin was understanding that this wasn't QUITE his fault...

 

He watched on as the two students continued to lap at his cock, their tongues licking around the head of the rod as if they were fighting over who would overtake the slit for his milky seed when it finally releases. His hands, having nowhere else to go, rested on top of the heads of Yang and Weiss, holding onto them as he tried his best to not climax. He hadn't felt himself get so hard in such a long time, and wanted to savor his erection for as long as he could hold it up for. The girls were certainly making good work of his shaft, their tongues running over every vein and not leaving a spot on the cock without some kind of wetness to it. Port also noticed that a small puddle was forming under the two students, likely their wet vaginas dripping their juices onto the floor. He was definitely going to have to clean that up later, unless he could convince the janitor it was merely a water spill...

 

Both Yang and Weiss removed their lips and tongues from Port's cock, the two pivoting on their knees and getting onto their hands. They stuck their asses up in the air, Yang giving her's a good jiggle as she laughed. “Well c'mon now, handsome,” said the blonde, “you didn't forget about our pussies now, did you?”

 

“Mine's just begging to have some cock inside of it...” moaned Weiss, giving her pussy lips a good slap. “Please, professor Port, fill our cunts with your cum!”

 

“Well, I...I suppose it wouldn't be best to leave you girls unsatisfied in this state of heat. HO HO!” shouted the professor. Getting on his knees behind Yang, he guided his cock inside of her snatch, gripping her hips as he thrusted into her. “Don't worry my dear,” he said in assurance to Weiss, “you'll have your time soon.”

 

“Mmm, I can't wait...” whined Weiss, who crawled on her hands and legs over to Yang's upper body, sitting on the floor in front of her blonde teammate. The white haired huntress blushed, using her fingers to open up her pussy lips to let more of her juices leak out to the floor. “Yang, please...I want to feel your tongue inside me.”

 

As Yang felt Port's cock thrusting into her vagina, the rod massaging her internally, Yang moaned as she craned her head into Weiss's groin, her tongue licking up the trickling juices. Weiss moaned happily, holding onto Yang's head as she exhaled, feeling her fellow RWBY teammate lap away at her vagina.

 

“Very good show, Ms. Xiao Long!” grunted Port as he encouraged Yang's work on Weiss's pussy. “That's an excellent technique you're using with your tongue. You never know when it can come in handy when dealing with beasts in the wild.” Port actually caught himself, wondering if he meant what was implied with that line of phrasing. It certainly wasn't what he wanted to say, but both of the girls didn't seem to mind or care, instead focusing on the sexual act they were still initiating with their professor.

 

As Yang continued to lap at Weiss's vagina, the white haired girl bit on her knuckle, her eyes shut as she sits back to enjoy her teammate's tongue. Port was still rocking his hips into Yang's backside, her juices dribbling out around his cock. Soon Weiss positioned herself back onto her knees, bending over to meet Yang's mouth. Their tongues met, Weiss lapping up her juices from her friend's mouth, Yang still moaning while Port still pushed his cock inside of the blonde's vagina.

 

“Oh my god, Weiss, your pussy tastes so pretty...” Yang purred, smiling as a string of Weiss's cum dangled from their mouths. With one big grunt Yang's eyes rolled upwards, her hands grabbing onto Weiss and taking her by surprise. Yang pulled herself away from Port's cock, immediately squirting her cum onto the tile floor, making another puddle on the floor. “Nnnngh, FUCK, that felt great!” she groaned.

 

“Oh wow...” Weiss whispered, holding her hand up to her mouth out of shock. Looking up at Peter, all the white haired student could say was, “Professor Port, can you...can you get me to squirt like that?”

 

“Well...I should hope.” the professor replied. “I mean it's not everyday that I can make a girl do that, you know. It's rather a good sign of a tough vagina. Why I remember back when-MPH!”

 

Again, Port found himself being kissed, Yang pulling him into her for their lips to meet. Port could feel Yang pull him in for the make out session before pulling away to say, “Professor, no offense, but for how amazing your cock is you talk WAY too much.”

 

“Er, yes, well...I apologize for that.” he said. “I do love a good story, you kn-ooooh...”

 

Port felt his body tingle as Weiss laid on her back in front of him, grabbing his cock and giving it a few tugs. The white haired student then guided the cock in her pussy, moaning as she finds her vagina filled with so much of him inside. She looked up at the professor, nodding at him to do as he will. Nodding back, Port grabbed hold of Weiss and thrusted into her, holding her legs up onto his shoulders as he pushed his hips into her. Weiss unbuttoned her top, pulling it apart to let her breasts out. Her hands grip onto her chest, massaging her nipples as the professor plows his cock into her vagina. Yang watched on, rubbing Port's balls as she kept her eyes on Weiss, enjoying the view of her taking in their professor's shaft. Her mouth was almost salivating at the sight of her teammate being plowed by Port, her eyes still glazed over from the hypnosis.

 

Weiss, still panting and moaning from Port's cock inside of her, looks over at Yang and sticks her tongue out at her friend. “Yang...” Weiss moaned, “sit on my face, please...”

 

Nodding, Yang kneels over Weiss's face, positioning herself so that her ass was right over her mouth. Weiss would then stick her head off the floor, her tongue lashing away at Yang's vagina, flicking at the juices before they could leak down the blonde's legs. Yang moaned, breathing heavily as her teammate was eating at her pussy lips, feeling her teeth tug at them. The blonde looked into Port's eyes, watching him thrust away at her teammate as she let her pussy juices out around his shaft. Yang bit down on her lower lip, bouncing on top of Weiss's face as her tongue continued to eat her juices out of her.

 

“Mmm, doesn't this look pleasing, Professor Port?” Yang asked, leaning forward towards Peter. “Don't you love watching your students eat each other out while you fuck their pussies?”

 

“Er, quite gladly, Ms. Xiao Long...” the professor responded, a bit put off by the personality that Yang was showing him. He had hoped by now that the hypnosis would wear off, but both girls still seemed very into the session that this had become for all of them. Was it their arousal that kept them going? Yang did recently climax, but she still seemed fixated on riding her friend to another climax...

 

Port watched as Weiss's hands grabbed onto Yang's thighs tightly, her legs shaking in his hands before coming out of his palms and wrapping around his waist. The white haired girl's cum sprayed out of her vagina and onto Yang's pants, creating a stain on his nice pair of khakis. That might be a little hard for him to clean out, Port thought as he continued to slam himself into Weiss.

 

Then he began to feel his cock throbbing. The veins on his shaft pulsing as he could feel himself reaching the peak of his erection. His cock was ready to give in, even though he wanted it to last just a little bit longer. But that wasn't going to be allowed. “Young misses,” said Port nervously, “I think, ungh, it might be time for my cock to let himself loose. Could you perhaps bring your mouths over here, please?”

 

Without hesitation, both Yang and Weiss crawl over to Port, their mouths wide open as Port stroked his shaft, grunting and huffing as his body tensed up, ready to let loose on the two students. He could hear the eagerness in their moans, Weiss pinching her nipples as she awaited Port to cover her in his gunky old man spunk. With a loud grunt through his gritted teeth, Port stroked at his cock faster as he felt the pressure finally building up inside. Soon his cock unleashed his heavy load, shooting out over the girls' head at first before he aimed lower. His seed then shot into their faces, both Yang and Weiss moaning happily as the cum fell into their mouths, their faces covered with his jizz. Once his cock was finally finished with letting his load out on the girls, he felt his body wobbling, his knees weak from standing for so long.

 

“Ho ho...” Port said weakly, letting out a heavy sigh. “You girls certainly know how to put an old man to work. Thank you for that.”

 

The girls ignored his words, instead leaning into one another as they lapped away at the cum on their teammate's face, waiting for their mouths to be full to the lips of Port's seed before swallowing it down whole. Yang and Weiss licked their lips, satisfied from the taste. Then Port watched as the glazed look in their eyes, faded away, both girls blinking with their eyes returning to normal. Their eyes meet, and as they notice a little bit of white gunk on one another's faces, they prepare to freak out. The whole time Port is thinking to himself why he hadn't realizes swallowing his seed was what would kick anybody out of their hypnosis.

 

Oh right. Because that would be a bit odd from the start.

 

After the girls let out blood-curdling screams, Weiss quietly asked, “What...what the FUCK just happened here?!”

 

“Professor, what IS this?!” Yang asked, dipping her hand in the puddle of their juices.

 

“Er...yes. Girls, it seems my Semblance kicked in, and though I explained it all before while you were under hypnosis I suppose I could-”

 

“HYPNOSIS?!” Yang and Weiss shouted in unison, towering over Port as he feared for his life.

 

“You hypnotized us and took advantage of us?!” Weiss exclaimed. “You creepy old perverted man!”

 

“L-Listen, girls, I can explain this all to you if you could just calm down...” Port said with a nervous laugh, fearing the worst for himself...  
**  
Outside of the classroom, headmaster Ozpin began to walk by, humming a tune to himself as he used his cane to walk down the hall. Before he could pass by the door to Port's classroom, it was thrown open, and Ozpin spotted the two members of team RWBY storming out, his eye leering at Weiss as she buttons up her uniform's jacket. He especially took note of the expressions on their faces, an eyebrow raised as he watches them leave. Curious, Ozpin pokes his head into the room, seeing Professor Port stumbling against the wall, his eye bruised greatly and his mustache stained with his own blood.

 

“Peter.” Ozpin greeted the professor. “I take it your Semblance kicked in at a most inopportune time?”

 

“Yes, sir...ho ho...” replied Port, grabbing his head in an attempt to keep the world from spinning.

“You should be lucky I don't make you shave that mustache off.” Ozpin said with a chuckle. “If I did I think things might get a little dull around here.” And so off walked Ozpin, humming a tune as he held a smile on his face.


	2. Bathroom Messnosis

**Summary for the Chapter:**

> Realizing the allure of his Semblance, Port decides to next use it on the two ladies of JNPR, giving them an experience within the bathroom.

Port tossed and turned in his bed later that night. He tried so hard to get to sleep, having to teach a class at the Academy early the next day, but there was just something on his mind that refused to let the old man rest and sleep. He knew just what the problem was, too.

He had accidentally hypnotized two members of the assembly, Weiss and Yang, into having sex with him. It was a trait of his that even in his old age he had never got the hang of controlling, and every time it happened he still couldn't figure out how to end the hypnosis he would put on attractive women (which was another set of things he still couldn't figure out, why was it only women that fell under that spell? Why is sex the only spell he could put anyone under?). But of course after the way that 'class' he had with Weiss and Yang had gone, it was highly unlikely that he was ever going to see either of the girls attend his class ever again.

So here he sat, the memories of that session with the two girls floating around in his head, making his aging cock hard with arousal within his pajama bottoms. No matter how hard he shut his eyes, the flashes of what he had made those two girls do, as well as not doing anything to stop them, just kept him from his evening slumber.

And he realized the dark truth about it all...he wanted more.

There was never going to be a woman that would love him for himself, in spite of how adventurous and dashing he may still be at his old age. But these younger women that attend the academy, they were still young and fresh for the professor. He could still teach them a thing or two, even if they weren't asking for him to do it. And it would be worth it again if those students slapped him across the face for what he had done, much in the same vein as Yang and Weiss had done that day after they had come to.

But he was going to need some new subjects to meddle with. Who could he possibly consider for that...?  
**  
Pyrrha sighed as she looked at herself in the restroom mirror, her hand running over her cheek. There were no tears, no bruises on that spot of her face or anything, but she felt as though her appearance wasn't enough. She felt she had lost a fight she didn't know she was fighting. She felt defeated, but not in the same vein as losing a fight to the beasts. It was a different sort of battle.

Weiss of Team RWBY. She was the affection of her own team's Jaune, whom she herself had some love for. But it seemed anytime she tried to get close to him about the subject he would always go on about the rich wealthy girl in ways that made her regret bringing the subject up. If only there were a way for her to show that affection more properly...

Of course the thought process would be a lot simpler were it not for her fellow JNPR teammate making rather loud moaning noises within her stall. "Nora, can't you do that more quietly?!" she growls, having been taken out of her process by her freckled teammate's masturbation.

"Sorry..." Nora moans back. "I just had a thought about Ren and it got me all excited!"

"Well hurry up! We need to get to class!"  
**  
After Pyrrha gives Nora time to straighten her clothing from the skirt down, they realized they had run late as it was. Pyrrha makes sure that nobody's within the hall before they step out. But as soon as they turn the corner they let out a gasp as they see Professor Port awaiting them, his arms behind his back as he gives the two girls a stern look...or at least as stern as one could get with all the bushiness his facial hair and eyebrows provided.

"Hello there, girls." Port said, as friendly as he could get. "Running a bit late for class are we? Ho HO! You know you have to be right on time and all." As Pyrrha and Nora look nervous and embarrassed, Port turns to the one with the redder shade of hair. "I'm especially amazed by you, young Pyrrha. You're one of our top students, and yet I see you coming out of the restrooms just as class is about to begin."

"We'd likely be in class now if you hadn't stopped us, thought Pyrrha as she glared at the old professor. "We're sorry, sir. It won't happen again." she assured him through her leer.

"I would certainly hope it won't!" Port said sternly. "However, I'm afraid I can't just let you two go right to class. These sort of situations require a punishment to be done immediately."

"You're...joking, right?" asks Pyrrha, eyebrow raised. "Instead of giving us detention later or something, we have to miss our class NOW for said punishment?"

"Yes, that's what I said precisely, miss." said the professor.

"Oh! Is it a ruler to my bottom?" Nora asked in a tone so excited it scared Pyrrha. "Or how about cleaning off the chalkboard erasers?"

"...you are way too eager about this." points out Pyrrha.

"No, I'm afraid it's going to be something a bit more severe than that, girls." the professor assured them both. "If you could just make your way back inside of the restroom we can have this all discussed privately."

"But you're an old man!" Pyrrha growled, finding this more and more ludicrous.

"Come now Ms. Pyrrha, I'm your surperior in this academy, and if I tell you to go back inside you'll do as you're told, understood?"

"Even so, that is the most perverted demand I've heard any of the professors make, and there is no way I'm going to go into that bathroom just because-"

Pyrrha is stopped suddenly, her eyes glazing over after Professor Port gives his mustache a small curl outwards, activating his special hypnosis ability. This also affects Nora, seeing as she was staring in the professor's direction as well.

"Now then..." said Port. "How about you girls do as I asked of you and head right for the restroom for your punishment?"

"Yes professor..." said the two red heads in an unusually dazed tone. Without any further lip the girls head back to the restrooms, going inside with Port following behind them (After making sure nobody was following behind them).

Once inside, Port turned the lock on the door to ensure nobody came in to interrupt this little session of his. The two red heads stared at him with vacant smiles, their eyes looking off into space as they awaited his orders. "Now, I seem to have better control over you two compared to Weiss and Yang..." he mused, staring the two over. "Perhaps I should establish a few triggers to make sure everything goes a bit better..." Giving it some thought, Port snaps his fingers once he has something planned. "How about, whenever I curl my mustache, the both of you know that's the signal for sexy times. When I, that is me and me only, clap my hands," he demonstrates, "that's when you snap back to reality without a clue in the world about anything we just did here. Is that understood?"

"Yes, professor..." they reply.

"Excellent, ho HO! Now if you could just begin to undress...oh, but leave your skirts on. I like the look they give you." Following Port's order both Pyrrha and Nora undressed in front of the professor, tossing their shirts and panties to the bathroom's tiled floors. Licking his lips the professor stared at the two girls' breasts, feeling his cock getting stiff , pushing against the fabric of his pants.

"Wonderful. Now then, you may begin by sucking off my cock." Proudly the professor undoes the zipper of his pants, pulling his cock out for the two students to get a good glimpse at. They approach Port, both Pyrrha and Nora getting down on their knees and placing their tongues immediately on his shaft. They lap away at the veins on his rod, moans of delight escaping their lips as they lift their skirts up for their fingers to play with themselves as their mouths got the professor hard. Port stood there with amusement as the two female members of JNPR were doing at his cock, amused with the way they were obeying his orders. He was quite happy with the way they were treating him, not like the girls of RWBY he had hypnotized by complete accident.

Nora and Pyrrha look up at Port, smiling at him as they continue to flick their tongues against his cock. Their fingers were underneath their panties, playing with their vaginas while their digits became wet from the juices that built up inside of them. In this hypnotized state of mind they were more than happy to serve the professor, although Port was more than certain at least one of them was going to have his head when they came to. 

While Pyrrha lapped away at the base of his cock, Nora placed her hand over the cock, wrapping it around the shaft and giving it a good tug while she put her mouth over the head of the penis. Her head bobbed around the nub, the orange haired girl's tongue flicking away at the slit attached to the head. This made Port moan with delight, his cheeks blushing under his large bushy mustache. "Yes, that's it, my dearies..." he sighed, "keep giving Daddy Port all that sweet loving..."

The girls don't even say a word, still keeping their mouths to Professor Port's penis. Nora was suckling on the nub, trying to milk whatever she could out of it while she stroked his cock. Pyrrha's mouth left the shaft, her head lowering to meet with the scrotum of the professor. Her mouth attached to Port's balls, and the red head sucked away on them, her tongue flicking away at it like it was a treat to her that she needed to savor the flavor of right away.

"Mmm, professor, your cock tastes delicious..." moaned Nora. "What a lovely flavor it has..."

Again the professor chuckled, watching these two students playing with his shaft and balls. He could feel the veins pumping blood into his rod, pulsating while he maintained his erection, Nora's hand still massaging the flesh of his cock. He could hear Pyrrha slurping away at his balls, her saliva sticking to his scrotum while she did her best to swallow both of them inside her mouth. Her tongue was covering every spot while she held them in her mouth, saliva covering every inch she could while trying not to gag on the balls.

As the girls still operate on his schlong, Port had to wipe his brow. While he wasn't doing all that much work compared to the students, he still felt a sweat coming upon himself. He took off his jacket, revealing to wear nothing but a wife beater underneath. Now that he felt a bit refreshed, he noticed that Pyrrha's hands start to move to Port's pants. She began to undo his button and lowering the pants, which the professor takes notice of. Upon removing the teacher's trousers it was quite clear that he was going commando underneath, wearing no form of underwear whatsoever. This allows the hypnotized Pyrrha to get some ideas as she pops Port's balls out of her mouth, slurping up the dribble of saliva on her chin as a result. The red head then crawls on her hands and knees behind the professor, leaving him to wonder what she might have in store for him next. Nora's mouth remained on his cock, but now the orange haired girl was forcing her way down the penis, coughing along the way. When she reaches halfway down the shaft she begins to make bubbles with her saliva, which seems to impress Port.

Then the professor gasps as he feels Pyrrha press her hands on his ass cheek, and tries to stifle a second one as he feels the red head's mouth place itself over his ass hole. Her tongue flicks away at the entry point of his ass, Pyrrha moaning from the sensation her taste buds get, at least in this hypnotic state of mind. "Goodness, young lady!" shouts the professor. "You could at least ask before surprising me!"

"Sorry, professor..." said the blank minded Pyrrha, "I'm just following my instincts." She giggles before placing her tongue back onto his ass, her tongue pushing it's way inside of him and making the professor tingle. Nora was still bobbing her head on the professor's cock, making little noises every time she pushed forward. Port took in deep breaths, groaning as the young huntress licked away at his ass, her tongue circling about inside of him. Reaching his hand back he grabs Pyrrha's head and holds her against his rear end in an attempt to get her tongue to push further inside his colon. The professor found himself oddly enjoying the sensation of her tongue inside her asshole, and Nora could tell from the way his veins pulsed against her tongue, even the head of his cock beating along with his heart.

"Oh professor..." said Nora, rubbing her saliva into the skin of Port's penis, "You're so hard, I can feel your cock begging for release..."

"No no, not yet, my dear girl. Ho HO!" said the professor. "I can hold it in with no proble-HO HOOOOO!"

It was too late. Pyrrha had hit the prostate with her tongue, and it was enough to send Professor Port over the edge. Nora shut her eyes as she felt the first bit of gooey seed escape the slit of Port's penis, covering her face in his jizz. When Port stopped cumming on her the orange haired girl wiped a bit off of her cheek, licking at her fingers. "Mmmm...it's delicious, professor!" Nora said with a smile.

"Ha HA...I'm glad you liked it, miss Nora..." said Port, feeling a bit woozy from having ejaculated. He watched as Nora suckled on his cock again, his semen dripping down her face, edging on her chin as it slowly drips onto her chest. "Hm...miss Pyrrha, perhaps you would like to spend a little bit of time on my cock now? That is to say, sitting atop it?"

"Yes, professor..." said Pyrrha, pulling her mouth away from Port's ass. Nora continued to clean herself off, licking away at the seed stuck to her body, while her JUNPR teammate pivoted around Port like a stripper pole and squat atop his cock. The professor guided his shaft into the student's vagina, then grabbed her by the ass and lifted her up. On instinct Pyrrha wrapped her arms and legs around the professor's body, looking him in the eyes as she wore a vacant smile. "Oh Professor, your cock feels so huge inside of me..." she panted.

Rocking her hips against the cock, Pyrrha's juices began to drip out of her pussy, trickling down Port's cock and onto the restroom's floor tiling. The red head planted her chin atop Port's shoulder, holding him tightly in her arms while he thrusted into her. Nora stood up, watching on as she rested her hand on the wall, leaning into it while she rubs her own pussy, licking her lips as she watches her teammate ram Professor Port. "Ho HO," Port laughed as he remembered Nora. "I see someone's getting quite excited for my cock, hmmm? Perhaps you would like a bit if myself inside you?"

"Thank you, sir...but I'll wait for my turn." Nora admitted, panting as she played with her asshole. "Besides, I'm not even sure my hole will be enough to please you."

"Come now, my dear Nora," the professor huffed, still bouncing Pyrrha atop his cock, "if your fellow teammate here can do it, you can as well."

"Mmm...I'll go when she's done..." Nora said, her fingers rubbing around inside her snatch. She let out a moan, watching Pyrrha's breasts bounce about while the Professor leaned his head into the red head, their tongues sticking out for a makeout session. Getting even closer their mouths locked up for a kiss, their tongues within their mouths while Port continued to thrust his cock inside of Pyrrha, who bounced about on the shaft.

"Professor...I'm so close..." Pyrrha whispered. "I want to cum on your cock, professor. Please let me cum, let me cum on your big fat cock..."

"Hmmm, I don't see why not..." Port grunted, feeling his cock pulsing once more inside the red head's vagina. Pyrrha herself looked pleased as she heard the response, gripping onto the professor tightly while her pussy squeezed around his penis. Port could hear a whimpering squeak come from her open mouth as her tongue sticks out. The saliva dribbled down her mouth and dripped off her tongue, creating a wet spot on the professor's shoulder.

"Thank...YOOOOOOU!" Through gritted teeth Pyrrha screamed as she climaxed, her liquids dripping out of her pussy and onto the professor's cock, creating a puddle underneath Port's feet. The red head began to dig her teeth into the professor's shoulder, causing Port to groan through the pain until Pyrrha was finished climaxing.

While one red head was still letting her orgasm off atop his cock, Port noticed that Nora's moans were getting louder, her fingers pushing into her faster than a few seconds ago. He could tell the other red head was ready to let loose, and wanted to be the reason for her climax.

"Not so fast, Nora." Port demanded. "You will let me be the one who makes you cum, is that clear young lady?!"

"Yes professor..." Nora said with no change in her expression. Removing her fingers from her slit left them wet with her juices, a long thin string stretched out between them until the fingers reached to Nora's mouth. Then she licked her digits off as if she were a cat, and weakly approached Pyrrha and Professor Port. "Do either of you want a taste?" she asks them both, holding her fingers out to them both.

"Er...no thanks, Ms. Nora." said Port, a bit hesitant to try her pussy juices. "However I'm certain that your friend here would be a bit more comfortable with-"

Unlatching her teeth from the professor's shoulder Pyrrha turned her head to face Nora's fingers and plant her lips down to the knuckle. Pulling her head back the red head licked her lips in delight. "Mmm...you're so tasty, Nora."

The two girls giggled at one another while the Professor was still bouncing Pyrrha on his cock. His head was throbbing, ready to release his load a second time. At first he contemplated asking Pyrrha to get off...but just as quickly decided that things would be more fun this way. To Port it had been a long time since he had left his seed inside of a beautiful woman. There was nothing here to stop him from doing so again. After all, he was in control of these girls, and there was nothing they could do to harm him in this state.

With a loud grunt Port thrusted into Pyrrha, holding her close to his crotch while he let his penis unload his semen into the young red head student. The hypnotized Pyrrha gasped from shock as she felt her pussy filling up with the professor's cum, holding her hand up to her mouth to hide her expression. The long stream of jizz filled her vagina to the point that it began to drip out and onto Port's cock. When Pyrrha removed her hand she was wearing the happiest smile the professor had ever seen.

"Oh my goodness, professor..." she said before giving Port a kiss. "That was the best orgasm I've ever felt."

"Yes, happy to know that, my dear." Port replied before he set Pyrrha down, allowing the red head to get to her feet. Her legs wobbled beneath her, likely from having just two orgasms while Professor Port was holding her in the air. Turning to Nora the professor grinned, cackling to himself. "Ms. Nora, would you get on your hands and knees? Oh, and have your rear facing me. I have a surprise just for you."

"Whatever you say, professor." giggled Nora, getting on all fours as she shared her ass to Port. "I'm all yours, professor."

"Hm...perhaps the both of you could call me Master from now on. Is that understood?"

"Yes, Master." the girls said in unison, Pyrrha sitting on the tiled floor while she watched Port's jizz leak out of her vagina. The red head had a dreamy look in her eye as the white milky substance dribbled onto the bathroom floor, while the orange haired student awaited in anticipation for the professor to give her that surprise he promised. Getting on his knees behind her, Port took hold of his cock, slapping it against Nora's backside, his cum still leaking out the slit and creating a gooey puddle on her cheek. He then takes the head of his penis, inserting it inside of Nora and making the freckled girl gasp at how it felt inside her.

"Oooh my, Master..." she squealed. "It feels so good inside my pussy!"

Taking his hand, Port uses his two middle fingers and rubbing away at Nora's anus, making the orange haired girl giggle with delight before plunging them inside of that whole. "Ahhhh yes!" Nora said, trying to dig her nails into the tile floor. "I love the way you put your fingers up my ass, Master! Please keep them in there!"

"Ho HO, silly girl," Port laughs, "I can't keep them in there forever, that would be ludicrous! But I shall keep them in there until you climax, my dear."

"Thank you Master." Nora moaned, her upper body collapsing so that she could stick her ass up higher for Port.

"Such a beautiful sight..." said Pyrrha, rubbing her clit while she watches Port thrusting his hips into Nora, making the freckled student pant in ecstasy. After some time had passed Nora looked back at the professor, giving the old man a glazed over look in her eyes while she smiled, her tongue hanging out of her mouth as if she were a dog. Given the professor made her a deviant in this state, he can at least order her around as such.

Pyrrha bit down on her lower lip, her fingers pushing out more of Port's cum from her pussy, the milky substance dripping down her legs. She was becoming aroused again as she watched her teammate getting plowed by the professor. It almost made her want to jump his bones yet again, but she was going to have to be patient about it and let Nora take her time with him.

While his fingers were still inside of Nora, Professor Port took his free hand and gave the freckled girl a good spank on her ass cheek. This made Nora let a happy gasp escape her mouth while her tongue dangled out, her saliva pooling up with the puddle of jizz that still escaped Pyrrha's pussy. Port gave the freckled girl another good slap, making her gasp louder. Another soon came to pass on Nora's ass cheek, and she howled as her pussy climaxed on his cock, her juices dripping out onto the professor's cock.

"Ah, very good Ms. Nora." Port said as he rubbed his free hand down her back, his fingernails gliding across her skin. "That seemed like quite the orgasm you just had."

"Th-Thank you, Master..." Nora replied. "But I want you to cum in me. I want to feel the same way Pyrrha did when you put your seed inside of her."

"Very well then." Port cackled. "Let's keep going then. And if I cum in you sooner you're going to get a wonderful reward out of it."

Nora purred at the idea of a reward, and backed her hips into Port's, her sore ass cheeks bouncing against him until she was down to the base of his cock. While the freckled huntress was at that Pyrrha walked over to Port, her pussy still dripping, and kneeled back down to give Port a kiss. Removing his fingers from Nora's ass, he inserts them inside of Pyrrha, making the redhead pump out more of his jizz. Even the professor was impressed with just how much of his seed he had blasted inside of the young huntress.

When Pyrrha grabbed Port by the head to push her tongue inside of his mouth, that was enough to send the old man over the edge. His cock hit his peak, and he was unable to hold back, and let his seed gushed into Nora's pussy like a hose. While wearing a smile on her face the orange haired huntress's eyes nearly rolled into the back of their sockets as she felt the amount of semen Port was releasing inside of her almost stretch her internal organs out. Fortunately she used her vaginal muscles to push out the excess jizz, squirting it out her slit around the cock. After he broke the kiss off from Pyrrha he inhaled for air, both from the kiss by the huntress and the orgasm he just had.

"Now..." Port says after regaining his breath. "Miss Nora, you may remove yourself."

"With a nod, Nora crawled off of Port, more of his semen popping out of her snatch as her knees became glopped in the puddle underneath her. The professor then let out a happy sigh before his upper body laid back on the floor, his eyes focused on the ceiling. Of course the girls weren't done with him, both Nora and Pyrrha lapping away at his cum covered cock to get him erect once more. Not that Port complained. He picks his head up to watch the two lap away at his jizz, their breasts bouncing in the air as they do so. Then Port gets an idea.

"Okay, girls," says the professor, "I want you to use your breasts on my cock."

"Yes Master." said Nora and Pyrrha in unison. Together the two redheads push their breasts together as they squeeze around the professor's rod, their nipples rubbing against one another as they do so. Port sighs as he feels their boobs pressing into his pecker, the sensation getting him harder and more erect faster. A smile formed on his face as Nora and Pyrrha made out with one another, their tongues swapping around Professor Port's seed and other fluids. He grunted as their breasts tugged upwards on his shaft with a little precum leaking out of his nub. Nora seemed to notice it as well, as her head craned down to lap at the precum, then shared it with Pyrrha before helping her fellow teammate in JNPR continue to massage his rod with their breasts.

"I can't wait for your cum to shoot out on us again, Master." pants Pyrrha.

"Please let your load explode on our tits, Master!" pleaded Nora. "I can't get enough of your hot sticky man-juices."

"Yes, girls, you'll get it soon enough," said the professor, "Just keep doing as you are. You're doing a fine job already." The professor grunts as he feels the head of his shaft pulsing, trying to hold on for a bit longer.

But the girls do too fine of a job, as their focus begins to be on the head. Feeling his peak already, Port growls through gritted teeth as his cock explodes like a fountain, spraying his load all over both girls. The two of them look happy with his jizz landing atop their faces, a bit almost getting into Nora's eye while Pyrrha has a big sticky spot in her red hair thanks to that.

The fountain of cum ends, and Port spends the next few minutes lying down, trying to regain his strength while Nora and Pyrrha collapse atop the jizz covered tiling. the two stared vacantly as their tongues dangled out their mouths, Nora's pussy still leaking out Port's seed.

Once he manages to muster the strength, Port stands up, hastily putting his clothes on in front of the girls. After unlocking the restroom door, he goes to make his exit, but recalls his instructions to the two. "Ah yes, can't quite keep you like this...well, until next time, my dears!" And with a clap of his hands, Port rushes out of the girls' room, hoping nobody saw him as he rushes back to his office.

The two girls snap back to reality, their eyes unglazing as they realize where they are. Pyrrha looks horrified to realize she is naked, covered in white fluids with more of it dribbling out. She quickly sits up, covering her breasts up in front of Nora, who looks about in confusion.

"Oooh, lookit all this, Pyrrha!" said the freckled student in a tired manner. "What do you suppose happened? Is this...did Ren and Jaune do this?" The look on her face seemed so excited by that possibility, enough that Pyrrha almost didn't want to break her happiness over it.

Pyrrha wanted to scream. But she kept it in, grabbing the paper towels out of the dispenser. "No." she replied to Nora flatly. "It wasn't either of them, Nora."

Nora's heart sank as she heard that, looking at her cum covered body in shame and disappointment. "But then...who would? Was it...it wasn't Professor Port, was it?!" Her eyes started to tear up, as if reality were coming over her.

All Pyrrha could do was stare in anger as she tried to clean the goop off her person. After tossing the roll over to Nora, the fiery red head's eyes glares at the door. "I'm pretty sure it was." Pyrrha said in a deep and disturbed tone. "And if he tries it again, I'm going to kill him like the beasts in the forests."


	3. Overly Confident

**Summary for the Chapter:**

> In trying to get Velvet to be more confident in herself, she and Coco run into Port, who, well, you can prolly figure out what he does at this point.

**Notes for the Chapter:**

> This story was written prior to my watching of volume 2 and 3, so at the time I wasn't aware of Velvet's camera or it functioning as a weapon.

"Okay, Velvet, you ready?"

"Um...I may be having some second thoughts about all of this, Coco..."

Classes were done for the day at the Academy. The classrooms were otherwise not being used for educational purposes, rather for clubs and after school training. Coco, the leader of Team CFVY (which still baffles this author on how you get 'coffee' out of that...), had other plans for her free time now that school was out of session. With permission from the headmaster, the fashionista had turned Professor Port's classroom into a miniature photo studio, complete with lighting setup, a backdrop to cover the class walls covered in educational posters about the Grimm as well as the chalkboard that Peter still hadn't erased, and a little changing area for her subject for this afternoon, the faunus known as Velvet.

Unlike Team RWBY's Blake Belladonna, Velvet was a bit more open with her appearance as a faunus, although it was quite hard to cover up her large rabbit ears to begin with. She was shy and timid, much like the animal she personified. However because of this she was still teased and discriminated, which made her more of an outcast to the greater student body. Her teammates on Team CFVY, on the other hand, didn't seem to mind it so much. While it was nice for her to have such support, the majority of the future Hunters and Huntresses didn't exactly think so alike. 

That's when Coco developed her plan, setting up a photo shoot for her faunus teammate in an attempt to break her out of her shell. As we see, of course, it was still hard to crack her out of that Easter egg shell.

"Hey, come on, Velve," said the team leader, pulling her shades down from her eyes as she stared at the changing area, "What's the hold up? You agreed to this, didn't you?"

"Er...I did, yes..." said Velvet meekly from behind the curtain, "but that was before you gave me this outfit to wear. I thought this would be a simple shoot, not something so...vulgar."

"Vulgar?" asks the fashionista, tilting her head to the side. "What are you talking about? I picked that out for you, it just has you written all over it!"

"It's a bit revealing, Coco!" Velvet protests. "I know you want me to develop better self-esteem and such but this all feels like too much too soon!"

"Think of it like a test outfit." Coco says, adjusting the camera once more. "If you can feel like yourself in this, we got you some confidence."

"But Coco..." whines Velvet.

"Velvet, babe, would I steer you wrong?" asks the team captain in a sincere tone. "You can do this. Just come on out and I'll get a few pictures rolling. Boom. We'll be done in no time."

Sighing to herself, Velvet slowly walks out in the high heels Coco picked out for her. The fashionista let out an impressed whistle as she studied Velvet, who wore a simple brown one piece corset that matched the color of her ears, a pair of black see through leggings under that. Her wrists had shirt cuffs around them detached from anything else, as was the collar with a bowtie attached to it. The outfit she wore was also strapless, allowing for an exposed collarbone and an ample amount of cleavage to be shown off. Velvet's cheeks were flushed as she stood in front of her team leader, bashful over being seen like this, even if her audience was of one.

Coco just grins. "Looking magnificent, Velvet." she said, giving the faunus a thumbs up. "Now just step in front of the camera and we can get started."

"Very well..." Velvet sighs, trying not to stumble over her two feet as she balances in the heels. "I guess the sooner we finish here I can feel safe in my own skin again."

"That's the spirit!" Coco said with a giggle. With a snap of her fingers the lights in the classroom turned off, leaving only the setup she provided to shine down on her faunus teammate. Velvet held her hand over her eyes, finding the lighting to be too bright for her eyes. Once her eyes adjusted she sat down pleasantly on the stool her leader provided, folding her hands at her lap as she smirks for the camera.

"What are you doing?" asks Coco. "We're trying to get you out of this boring little attitude, Velvet baby! C'mon, give us a little pizzazz!"

"Um...pizzazz?" asks the faunus.

"I guess I need to direct you..." Coco sighs. "All right, here's how we'll do it. Hold your arms over your head and fold them."

"Like this?" asks the faunus of CFVY as she does what her leader asks.

“Perfect.” grins Coco, taking a few pictures as the lights flash on Velvet. The faunus winces at the flash, shutting her eyes from the blinding light. Coco clicks away at the camera repeatedly before giving her next instruction. “Okay, now stand up, and stand over the stool resting your hands on the seat. Then stick your pretty little tuchus out.”

Velvet blushed at the sound of the word 'tuchus', but did it all the same for her team leader. The faunus breathed heavily as Coco took several more shots of her, but Velvet would admit she was embarrassed that her backside was front and center in these shots.

“It's coming along great, Vel,” said Coco, “now how about...hm...” A grin formed on the lips of the fashionista. “Sit in front of the stool...with your legs open?”

“Wh-what?” stammered Velvet.

“It's not that hard to do, Vel. Trust me, you can do it.”

“A-Alright, if you insist...” Nervously the faunus sat on the floor, her legs spread out while they bend so that she's still on her heels. “Does this look all right to you?”

“Tres bien.” said Coco, taking more pictures of her teammate. “Just a little more, though, how about...you rub your hand over your crotch?”

“Coco, you can't be serious!” shouted Velvet, immediately shutting her legs. “That's so lewd and sexual and...”

“And it'll be a confidence booster. Trust me.” said the Team CFVY leader with a smirk. Velvet could only sigh, lightly rubbing her finger tips over her groin, wincing at her own touch. Even through the fabric she could feel her fingers rub against herself, creating a bit of friction. Velvet soon let out a sigh as her fingers continued to slide down, her cheeks blushing redder than before. “Yeah...this is the money shot.” laughed the fashionista.

Before she could take any pictures of her faunus friend rubbing herself, the lights in the classroom came on, causing Velvet to gasp and shrink up, covering her still covered body. Both her's and Coco's attention turned to the classroom doorway, where Professor Port was standing, a pile of books under his arm as he stared on in...well we'd say shock, but it's hard to tell with that bushy expression.

“Well if this isn't a most unexpected sight, ho HO!” said the professor as he walked down the stairs to the main floor. Looking around at the setup Coco had made, he places the books on top of the front row desk, and says to the female members of CFVY, “And just what has happened here to my office, exactly?”

Velvet shied away from the professor, while Coco plants her fist on her hip. “Just a little bit of a photo shoot, Porty babe. Nothing to worry about here, we got permission from headmaster Ozpin.” she said. “Though yeah, I guess we didn't think anyone was going to be in here, with the whole 'do not disturb' sign right there on the door.”

“Yes, well, I'm sure you've also noticed that this classroom is the one I often teach in, and it doubles as my office as well. And as you can see,” Port says as he pats the pile of books down, “I have quite a bit of work to do.”

As Coco and Port argue, Velvet tries to slink away, attempting to change into her more comfortable and less revealing clothing. “Yeah, so? Can't get it done in the teacher's lounge, Porty? We've got the floor, and no disrespect professor but we got dibs right now.”

Port's brow furrowed as he heard Coco speak to him. She may not mean any disrespect but he could hear in her tone that she was annoyed the professor had interrupted...this. He spotted Velvet sneaking away behind the changing wall, and immediately calls for her attention. “Oh Miss Velvet! Don't think you're getting out of this so easily as well.”

Coco turned and saw Velvet freezing up, the faunus embarrassed by herself being spotted. “Professor, I...this was Coco's idea, she was just trying to boost my confidence is all.” the faunus said meekly. “I apologize, but...”

“No, no need to fear then, Miss Velvet,” said the professor, shaking his head. “Instead why don't we have Miss Coco join in on this session?”

“Say what now?” Coco asks as she lowers her sunglasses to get a good look at Port. “Look, Professor Port, this is for her and not me, so how about you just skeedaddle and we can-”

Before Coco could finish her sentence, her eyes caught Port curling up his mustache and froze. Her jaw opened slightly, and one could see a glazed over expression in her eyes. Velvet, upon realizing that Coco was not done speaking, approached her team leader and waved her hand in front of her eyes. “Coco? Are you all right?” asks the faunus.

“She'll be just fine, my dear Velvet, ha HA!” said the professor. “She's just a little under a daze is all.”

“Daze?” asks Velvet, turning to the professor. “And just what is that supposed to-”

Likewise, Port curled his mustache once more, and Velvet found herself having the same glazed look in her eyes. The professor had a good laugh at the two students, who were now under his hypnotized power.

“Ha HA, splendid work!” said the professor to himself. “Now you two are under my control for the time being! As such I'd like to hear you call me Master while you're under this Semblance. Is that understood, girls?”

“Yes Master...” replied the two students, a bit of drool escaping from Coco's lips.

“Wonderful. Now then, you,” he points at Coco, “go and get yourself changed into whatever other costumes you have.” With a nod, Coco walks off to the changing wall, and Port's attention turns to Velvet. “As for you, my dear, let me see those lovely breasts of yours.”

“Yes Master...” Velvet replied, lowering her top with a smile. Her boobs pop out of her outfit, and the professor gives an impressed hum.

“Quite good, Miss Velvet.” he says to the student faunus. “Now perhaps you could give them a little jiggle...?”

“Of course, Master.” With another nod, Velvet shakes her shoulders back and forth, her breasts moving freely about. The professor watches as her nipples swing left and right, giving Port a feeling of arousal.

“That's a lovely dance you have going, Miss Velvet.” Port says with a chuckle. “Now perhaps you can put those lovely mammaries to good use?” With a grin (one that is covered by his mustache obviouslhy), the professor unzips his pants, reaching into the zipper hole to pull out his cock, to which the faunus lets out a happy little gasp as she sees it. Port shakes it in the air, luring Velvet towards the long and veiny shaft. Almost immediately Velvet was on her knees in front of Professor Port, holding her breasts up and squeezing Peter's cock between them. Port let out a happy sigh, but had a realization.

“Hm...you know what, Miss Velvet, allow me to just take a seat first.” Port let his cock slide out of her breasts, and then approached the stool that Coco had previously set up for their photo shoot. Licking her lips Velvet begins to crawl on all fours towards the professor, squeezing his shaft between her boobs again once she reaches him. The faunus moans as she massages the professor's cock with her chest, getting the head of the cock between them. She could feel the precum escaping the slit of the professor's rod, the clear goo sticking to her skin. Velvet licks her lips in anticipation, craning her neck to get her lips around the head. Her tongue flicks at the head, moaning as she takes in the salty taste of the rod. Her breasts continue to rub the meaty cock, the faunus' saliva dribbling down from her lips to help work as a lubricant for her bosom.

Port stares down at Velvet, moaning happily. “Keep up the good work, Miss Velvet.” he says with a sigh. “You're getting me very hard from your hard work.”

“Thank you, Master.” Velvet says with a smile as she laps at the cock head. The professor watched on as the faunus makes her breasts bounce, the skin of his shaft rubbing against her bosom's flesh. Peter Port placed his hand on top of Velvet's head, giving the student Huntress a pat for her good efforts. After another minute of this it dawns on the professor that there was a certain someone missing from their scene.

“Oh Miss Coco!” Port called out for the Team CFVY leader. “Are you dressed yet?”

“Coming my Master!” Coco said seductively as she began to step out from behind the changing curtain. As she comes into the professor's line of vision, Peter can see that the young Huntress is wearing a smirk on her lips, wearing a French maid outfit that showed off her shoulders, the skirt of the outfit going barely an inch below her crotch. She also wore thigh-high white stockings, and strapped heels. Coco even had a feather duster in her hand for an added effect to the costume. “So what do you think, my Master? Does it not please you?”

“Mhm...you look quite attractive, Miss Coco.” Peter replied, nodding his head. “Perhaps you would like to reprieve Miss Velvet for a while and have your turn with me?”

“But of course, Master.” Coco said slyly as she approaches the professor, tickling his nose with her duster before kneeling next to her teammate. Velvet let her tits relieve the professor's cock, letting her leader hold the shaft in her hand. She gave the professor's penis a good upward tug, rubbing the cock in her palm while she licks her lips. The professor watched on as the Team CFVY leader stroked his rod, her finger tips pressing into the veins along his shaft. Port could feel his cock throbbing with every stroke, which forced the old man to grip his hands against the sides of his seat. The professor grunts and twists his legs together, knowing that he could burst on the girls at a moment's notice. By now he was used to cumming multiple times on the students when they were under his Semblance's spell, but it would have been nice for him to hold it in just once.

While the cock was in her hand, Coco placed her lips around the pink nub, moaning as her tongue slithers around, swirling about the head and tasting the precum as it creeps out the slit. While the team leader continues to play with his cock, the professor turns to Velvet, who is simply watching in awe while in her hypnotized state. “Well don't just stand there, Miss Velvet...” Port grunts. “While your friend has her turn, why not play with yourself a little?”

“As Master wishes.” says the faunus as her hands begin to touch her own body. Velvet sits back, watching as Coco sucks the professor off, her lips and head lowering down his shaft to take more of him down her throat. Her one hand rubs at her groin, while the other plays with her exposed breasts. Her fingers pinch away at the nipple, pulling and tugging on it as she winces at her own touch. The hand that touched her groin pressed down on the fabric of her costume, rubbing away at where her clitoris was. The faunus member of CFVY moans and whimpers, her body shivering as she plays with her sensitive body parts. Velvet watches still as Coco plays with Port's cock, the visual making her all the more aroused.

Looking back at the faunus, Coco chuckles at her teammate, watching as she plays with herself. Coco takes her free hand and starts to massage Peter's scrotum, making the professor gasp from the unexpected touch. Port groans, feeling his cock pump more blood into his long shaft while it reaches its peak. He wasn't ready to unleash his seed, but Coco's scrotum massage pushed him over the edge. “Hnnnngh, Miss Coco...”

“Yes?” Coco responded, removing the cock from her mouth.

Before Port could say anything, he groaned loudly as his cock spurted out a long string of seed that flew up in the air, then collapsed atop Coco's hair and maid costume's headpiece. Her face was soon sprayed with the professor's cum, covering her in the white spunk. Coco shut her eyes as it blasted her in the face, the semen coating her facial features almost entirely. Once the cock was done draining itself, Coco blinked her eyes open, then used her hand to wipe the cum off her face. Staring at her palm Coco leaned into it, licking the seed off her hand and smacking her lips together. “Mmmm! Real tasty, professor.” Coco said in a dreamy state of mind.

“Quite...” Professor Port said with a heavy sigh. “I'm glad you enjoy the flavor, Miss Coco.”

“No fair...” Velvet moaned, still playing with herself. Both Coco and Port looked over at the young faunus, noticing that she had rubbed herself so hard that there was a wet stain on the crotch of her costume. “I want to have a taste of the professor's cock as well.”

“Now now, Miss Velvet.” said the professor. “There will be plenty to go around for everyone. In fact, I'd like for you to have a seat on my cock if you would.”

“Absolutely Master!” Velvet said that with so much delight it made the professor wonder about the faunus while she was under his spell. Did this bring out a different side to her usually meek personality? It was hard to tell if this hypnosis also affected her personality and made her more outgoing, but this would have to be something for the professor to study a little further.

Standing from her knees on the floor, Velvet sat down on Port's lap with her back to the professor, her backside rubbing against his shaft while it was leaking a bit of cum left from when Coco made him climax. The milky substance stuck to her costume, creating a white streak on her back. Velvet made a moan as she felt the head rubbing against her, and leaned back into the professor as she wrapped her arm around his shoulder. “Oooh, that feels nice, professor,” she says seductively.

“Impressive,” said Port, “especially considering it hasn't even penetrated you yet. Here, allow me to assist you.”

Holing up the fabric of Velvet's costume, Professor Port tears into it and the leggings, ripping enough off for her asshole and pussy to be open to him. The hypnotized Velvet let out a happy gasp, then felt Port grip her hips and push her back down onto his lap. This caused the faunus to sit down atop his cock, her asshole taking the rod inside itself. Velvet moaned with an open mouth as the professor's penis pushed itself all the way inside of her, stretching her anus out in one go. Port grunted as he felt his veiny rod rub against her anal walls, pressing down on the veins. Peter felt the faunus squeezing her ass down onto the cock, making it a tighter fit for the professor than when he had inserted his penis inside of her.

“Ooooh, professor, your cock is stretching my ass out!” Velvet cried out. “I already feel like such an experienced whore with how wide you made it!”

The hypnotized Coco giggled, sitting back and watching the rabbit faunus bounce on the professor's lap, her arm wrapped around him to keep herself grounded to him. The Team CFVY leader could hear the fabric of Port's pants slap against her teammate's backside while Velvet panted from the friction his cock created in her asshole. Lifting up her maid skirt Coco revealed that she wore no panties underneath the outfit, and rubbed away at her pussy lips. The lighting for the photoshoot gave her pussy a glistening and sparkly look, at least from the professor's point of view. He looked on at Coco, impressed with her cheekiness as he watched her masturbate to his anal excavation of the faunus. Speaking of which, Velvet again rubbed at her vagina, which was now exposed after the professor ripped her costume apart, and felt her juices rubbing against her finger tips. Even in this state of mind the faunus couldn't believe how wet she was. For the first time in her life she was actually playing with her pussy, and it felt like pure bliss to her what she felt.

“Let my ass keep you warm, Master,” Velvet continued to pant as she bounces on his shaft, “I want you to use my anus as a cock cozy whenever you need it! I can be the best student at holding onto your cock in such a sexual manner.”

“Lovely to hear, my dear Velvet,” Professor Port said as he pressed his lips into Velvet's collar bone, “but there is quite a lot of stiff competition in that regards. Are you certain you could outdo, say, Weiss or Nora when it comes to my cock in your ass?”

“Oh yes, Master!” the faunus shouted, shoving her own fingers up her snatch. “I can do so much better than any of the huntresses in the Academy!”

“Then why don't we see how much of me you can handle?” Again the professor's cock was extremely stiff, the veins on his shaft beating with his heart beat. Rather than try to hold back, Port growled as he reached his peak, letting his cock explode within the young faunus girl's asshole. Soon Velvet found herself wailing as her ass was being filled with the professor's seed, her hands grabbing onto Port's legs as she forces herself down atop Peter's lap.

“Oh god...Oh my god, Master, please keep going!” Velvet begged. “Fill my ass with your cum!” Velvet let out another cry as she came seconds later, her juices spritzing out onto her team leader's face, which Coco didn't mind at the least, judging by her smile as Velvet squirted on her by accident. Soon Professor Port stopped cumming within the young student, and the faunus let out a happy sigh before kissing the professor's cheek. “Mmmm, thank you so much, Master.” Velvet says with satisfaction. “I don't think you could cum in any other woman the same way that you did with me.”

“Psh, I'd accept that challenge!” said Coco as she grinned wickedly at the action. “You have no idea how well I'd take a cock like that, Velvet.”

“Ho HO! Is that a challenge I'm hearing, Miss Coco?” the professor asks with intrigue.

“You bet it is.” said Coco as she stood up, dusting off her maid outfit.

Professor Port patted Velvet's ass cheek, a signal for the faunus to get off his lap. Velvet does so, the cock popping out of her ass while his semen leaks out and onto his floor. The faunus stepped away, allowing her team leader to step up and sit atop Port's cock as she faced the professor. Before that Coco hikes her skirt up, positioning it so that it doesn't fall back down on her. Then the team leader stood over Port, her legs spread out before she squats down over Peter. Coco grunted and winced as she pushed herself down on the rod, her hands planted atop his shoulders. Moans and other such noises escape her lips as she tries her best to sit atop the professor's cock, even biting down on her knuckle and staring right into Port's amused expression. “Ha HA, what a wonderful treat it is, Miss Coco, to see you having trouble trying to fit my cock inside you.”

“It's...ngh...not that tough...” said the hypnotized Coco, grabbing the professor's penis and allowing it to guide inside of her vagina. “Mmmm, that feels gooood...”

The Team CFVY leader slowly rocked her hips against the professor to get herself started. Her eyes rolled upward as she gasps, feeling the shaft press into her insides. While she faces Professor Port, Coco's eyes shy away from him, her lips pursed as she feels her body beginning to sweat. She wipes her forehead off, but the rest of her body glistened from the lighting setup she had for Velvet's shoot earlier. Stopping briefly, Coco lowered her maid outfit enough to uncover her breasts, as she was feeling very hot in the costume. Port stared on at her chest, watching the beads of sweat make her skin look more shiny from the lighting. As his eyes wander over Coco's body, enamored by how incredible her skin looks, he spots the feather duster that she had used earlier on him, and grinned mischievously as he formed an idea.

“Miss Velvet,” he said to the faunus, who was watching from the side, “could you grab Miss Coco's feather duster and use it to plug up her ass, please?”

“Yes Master.” Velvet said. She walked over to the duster, every step she took allowing more of the professor's cum to drip out of her anus. When she bent over for the duster she let Port's jizz dribble down to her pussy lips, giggling as she rubbed it into her vagina before standing back upright with the duster. Coco then hissed, her arms wrapping around Port on instinct as her teammate shoved the handle of the feather duster right inside of her. The feeling of both holes being filled made Coco tense up, grunting as her eyes rolled upwards once more.

“It feels nice, Master...” Coco says as she starts to bounce on top of Port's lap. “I love having both my holes filled at the same time! I love the way you control me, Master!”

“Wonderful to hear, my dear Miss Coco.” chuckled the professor. “Let's see who can cum first then, shall we?” Immediately Port grips onto Coco's ass, the girl gasping as his fingers dig into her sweaty and glistening skin, making the girl wrap her arms tighter around Port and bring his face into her bosom. Peter took a deep breath before he was buried into Coco's breasts, nuzzling up against them for a brief moment. Port then managed to move his head back so that he could suckle on the young leader's nipple, hearing her cry out louder as she was reaching climax.

“Oh HO...I'm getting quite close, my dear!” Port warned her before going back to her nipple.

“M-me too Master!” Coco panted, her tongue sticking out as she felt her clit stiffening, a sign that she was about to reach her peak. She cums atop the professor's cock, her juices dribbling down out of her pussy and onto his cock, but within seconds the professor howled, his own cock exploding inside the team leader. Coco felt her vagina filling up with his semen, holding onto him as she allows her pussy to be hosed with the substance. “Oh, Master! Fuck my pussy, Master, I can't believe you're filling me up! Oh, FUCK!”

Velvet watched on in amazement as her leader took on Professor Port's seed, and began to watch as the milky liquid dribbled out of her pussy, almost covering the cock in it's own creation. Velvet kneeled down, her tongue licking up the semen as it trickled out, moaning with delight as her mouth filled with the stuff.

Coco soon stood up off of Port's lap, breathing heavily and collapsing to her knees, Velvet catching her in the process. A vague smile was on Coco's lips, her pussy oozing with the seed of the professor. Port stood up off of the stool, tucking his cock in and zipping his pants back up. “A good show there, my dears.” said Professor Port. “But...I suppose I'll have to do my business elsewhere, considering you'll be cleaning up and taking down this photography...thing. It will get quite loud, I imagine.”

“Yes Master.” they said in unison. “Thank you Master.”

“That will be all then, girls. Ta ta until next time.” Port then grabbed his pile of books, heading up the stairs while Coco and Velvet were on the ground, too tired to move. Before he left his classroom, Port made sure to clap his hands loudly to get the attention of the females of Team CFVY, and then closed the door behind him.

Coco and Velvet came to soon after, the glazed look in their eyes fading. Once they realized that Port was no longer in front of them, nor was Coco arguing with him, they jumped up, taking notice of the changes that surrounded them. “What the fuck? What the FUCK!” shouted Coco, noticing she was suddenly in a maid's outfit. “What did that bastard just DO to us?!”

“Oh my...what happened?! What IS this!?” Velvet turns onto her knees, looking back at the cum that still dribbled out of her asshole. The faunus grunts and tries to push it all out of her anus, while Coco suddenly calms down and gets an idea.

“You know what? Tubby can wait.” said the leader as she grabs her camera. “Maybe a few shots of this'll get that confidence going.”

“What? Coco, NO!” Velvet shouts just as Coco pressed down on the button for her camera, the lens aimed at the faunus' leaking ass.


End file.
